Exhibit
10.33(h)

AMENDMENT
NUMBER TEN to the Warehouse Loan and Security Agreement Dated as of February 10, 2000 as
Amended and Restated to and including March 21, 2002 among AAMES CAPITAL CORPORATION AAMES
FUNDING CORPORATION and GREENWICH CAPITAL FINANCIAL PRODUCTS, INC.

This
AMENDMENT NUMBER TEN is made this 4th day of March, 2004, among AAMES
CAPITAL CORPORATION and AAMES FUNDING CORPORATION, each having an address at 350
South Grand Avenue, Los Angeles, California 90071 (each, a
Borrower and collectively, the Borrowers)
and GREENWICH CAPITAL FINANCIAL PRODUCTS, INC., having an address at 600
Steamboat Road, Greenwich, Connecticut 06830 (the Lender), to
the Warehouse Loan and Security Agreement, dated as of February 10, 2000 as
amended and restated to and including March 21, 2002, by and between the
Borrowers and the Lender, as amended (the Agreement).
Capitalized terms used but not otherwise defined herein shall have the meanings
assigned to such terms in the Agreement.

RECITALS

WHEREAS,
the Borrowers have requested that the Lender agree to amend the Agreement to
permit certain mortgage loans to become subject to the terms of the Agreement,
as further provided herein, that have been repurchased by the Borrower from
whole loan transfers or pass-through transfers: (1) as a result of a first or
early payment default or (2) due to document deficiencies;

WHEREAS,
as of the date of this Amendment, the Borrowers represent to the Lender that
they are in compliance with all of the representations and warranties and all of
the affirmative and negative covenants set forth in the Agreement and are not in
default under the Agreement; and

WHEREAS,
the Borrowers and the Lender have agreed to amend the Agreement as set forth
herein.

NOW
THEREFORE, for good and valuable consideration, the receipt and sufficiency of
which are hereby acknowledged, and for the mutual covenants herein contained,
the parties hereto hereby agree as follows:

SECTION
1. Effective as of March 4, 2004, Section 1 of the Agreement is hereby amended
by deleting sub-clauses (C) and (D) to the definition of Applicable Collateral
Percentage and replacing them with the following:

| | (C)
in the case of Eligible Mortgage Loans which secure Tranche D Advances, 75%; and
| | ------------------------------------------------------------------------------------

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| | (D)
in the case of Eligible Mortgage Loans which secure Tranche E Advances, 50%.
| | --------------------------------------------------------------------------------

SECTION
2. Effective as of March 4, 2004, Section 1 of the Agreement is hereby amended
by deleting the definition of Applicable Margin and replacing it with the
following:

| | Applicable
Margin shall mean, with respect to Advances that are Tranche A
Advances, Tranche B Advances, Tranche C Advances, Tranche D Advances and Tranche
E Advances the applicable rate per annum set forth below:
| | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | Tranche
A Advances:  (a) 0.95% for any date on which the  aggregate  outstanding  amount of
Tranche A Advances  plus  Tranche C Advances is equal to or greater than  $100,000,000,
and (b)  otherwise, 1.50%
| | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | Tranche
B Advances: 1.50%
| | -------------------------

| | Tranche
C Advances: 1.75%
| | -------------------------

| | Tranche
D Advances: 2.00%
| | -------------------------

| | Tranche
E Advances: 2.00%.
| | --------------------------

SECTION
3. Effective as of March 4, 2004, the definition of Collateral Value in Section
1 of the Agreement is hereby amended by amending the flush language at the
beginning of such definition to read in its entirety as follows:

| | Collateral
Value shall mean (a) with respect to each Wet Loan, the product of the
related Applicable Collateral Percentage times the original outstanding
principal balance of such Wet Loan, and (b) with respect to each Mortgage Loan
which is not a Wet Loan, the lesser of (i) the product of the related Applicable
Collateral Percentage times the Market Value thereof and (ii) the product of the
outstanding principal balance of such Mortgage Loan times (x) 100% with respect
to any Eligible Mortgage Loan (other than a Document Deficiency Repurchased
Mortgage Loan) as to which scheduled payments of principal and interest are not
more than 59 days past due; or (y) 85% with respect to any Eligible Mortgage
Loan (other than a Document Deficiency Repurchased Mortgage Loan) as to which
scheduled payments of principal and interest are more than 59 days past due; or
(z) 75% with respect to any Eligible Mortgage Loan which is a Document
Deficiency Repurchased Mortgage Loan; provided that,
notwithstanding the foregoing, the Collateral Value of any Mortgage Loan which
secures a Tranche E Advance shall be equal to the lesser of (i) the product of
the Applicable Collateral Percentage times the Market Value thereof, and (ii)
75% times the outstanding principal balance of such Mortgage Loan;
provided, further that, the Collateral Value shall be
deemed to be zero with respect to each Mortgage Loan:
| | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

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by
amending sub-clause (2) to read in its entirety as follows:

| | (2)
except with respect to a Document Deficiency Repurchased Mortgage Loan or an
Early Payment Default Repurchased Mortgage Loan, which the Lender determines, in
its reasonable discretion that such Mortgage Loan is not eligible for sale in
the secondary market or for securitization without unreasonable credit
enhancement;
| | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

by
amending sub-clause (7) to read in its entirety as follows:

| | (7)
except with respect to an Early Payment Default Repurchased Mortgage Loan, if
the Mortgagor has not made its first payment on the related Mortgage Loan within
forty-five days of its related Due Date;
| | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

by
amending sub-clause (14) to read in its entirety as follows:

| | (14)
except with respect to a Document Deficiency Repurchased Mortgage Loan, if, with
respect to such Mortgage Loan, the Custodian is not in possession of all
Required Documents and other Mortgage Loan documents required to be delivered
pursuant to the Custodial Agreement including, but not limited to, (except with
respect to Wet Loans): the original note with complete chain of endorsements or
a lost note affidavit in form reasonably acceptable to the Lender; original
mortgage or deed of trust with complete chain of assignments (such documents may
be copies certified by the Borrower as sent for recordation); modification
agreements; and a title policy, title commitment or preliminary title report;
| | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

by
replacing the "." at the end of sub-clause  (20) with a ";" and by
adding the  following new  sub-clauses  to the end of  such definition:

| | (21)
if such Mortgage Loan is a Document Deficiency Repurchased Mortgage Loan or an
Early Payment Default Repurchased Mortgage Loan which has been subject to the
terms of this Warehouse Agreement for more than 180 days;
| | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | (22)
if such Mortgage Loan is an Early Payment Default Repurchased Mortgage Loans and
the Collateral Value of such Early Payment Default Repurchased Mortgage Loan
when added to the aggregate Collateral Value of all other Early Payment Default
Repurchased Mortgage Loans exceeds, at any time, $5,000,000; or
| | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | (23)
if such Mortgage Loan is a Document Deficiency Repurchased Mortgage Loan or an
Early Payment Default Repurchased Mortgage Loan and the Collateral Value of such
Document Deficiency Repurchased Mortgage Loan or Early Payment Default
Repurchased Mortgage Loan when added to the aggregate Collateral Value of all
other Document Deficiency Repurchased Mortgage Loans and Early Payment Default
Repurchased Mortgage Loans exceeds, at any time, $10,000,000.
| | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

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SECTION
4. Effective as of March 4, 2004, Section 1 of the Agreement is hereby amended
by adding the following new definition of Document Deficiency Repurchased
Mortgage Loan immediately following the definition of Disbursement
Account:

| | Document
Deficiency Repurchased Mortgage Loan shall mean any Mortgage Loan
which has been repurchased by the Borrower pursuant to the terms of any whole
loan transfer or pass-through transfer due to document deficiencies which have
been disclosed to the Lender and are acceptable to the Lender in its sole
discretion;
| | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

SECTION
5. Effective as of March 4, 2004, Section 1 of the Agreement is hereby amended
by adding the following new definition of Early Payment Default
Repurchased Mortgage Loan immediately following the definition of
Due Diligence Review:

| | Early
Payment Default Repurchased Mortgage Loan shall mean any Mortgage Loan
which has been repurchased by the Borrower pursuant to the terms of any whole
loan transfer or pass-through transfer due to a first or early payment default
by the related Mortgagor;
| | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

SECTION
6. Effective as of March 4, 2004, Section 1 of the Agreement is hereby amended
by deleting the definition of Tranche D Advance and replacing it with the
following:

| | Tranche
D Advance shall mean all Advances made in connection with the Document
Deficiency Repurchased Mortgage Loans.
| | -----------------------------------------------------------------------------------------------------------------------

SECTION
7. Effective as of March 4, 2004, Section 1 of the Agreement is hereby amended
by deleting the definition of Tranche E Advance and replacing it with the
following:

| | Tranche
E Advance shall mean all Advances made in connection with the Early
Payment Default Repurchased Mortgage Loans.
| | -------------------------------------------------------------------------------------------------------------------------

SECTION
8. Effective as of March 4, 2004, Section 2.01 of the Agreement is hereby
amended by deleting section (c) thereof.

SECTION
9. Effective as of March 4, 2004, representation (b) on Schedule 1 of the
Agreement is hereby amended to read in its entirety as follows:

|(b) |  | Payments Current. Except with respect to any Early Payment Default
Repurchased Mortgage Loan, the Mortgagor has made its first Monthly Payment
within forty-five days of the related Due Date.
|--- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

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SECTION
10. Effective as of March 4, 2004, representation (z) on Schedule 1 of the
Agreement is hereby amended to read in its entirety as follows:

|(z) |  | Delivery of Mortgage Documents. Except with respect to any Wet Loan or
Document Deficiency Repurchased Mortgage Loan, the Mortgage Note, the Mortgage,
the Assignment of Mortgage and any other documents required to be delivered
under the Custodial Agreement for each Mortgage Loan have been delivered to the
Custodian. With respect to each Wet Loan, the Custodian is in possession of all
documents required to be delivered pursuant to the Custodial Agreement. The
Borrower or its agent is in possession of a complete, true and materially
accurate Mortgage File in compliance with the Custodial Agreement, except for
such documents the originals of which have been delivered to the Custodian.
|--- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

SECTION
11. Defined Terms. Any terms capitalized but not otherwise defined herein
should have the respective meanings set forth in the Agreement.

SECTION
12. Limited Effect. Except as amended hereby, the Agreement shall
continue in full force and effect in accordance with its terms. Reference to
this Amendment need not be made in the Agreement or any other instrument or
document executed in connection therewith, or in any certificate, letter or
communication issued or made pursuant to, or with respect to, the Agreement, any
reference in any of such items to the Agreement being sufficient to refer to the
Agreement as amended hereby.

SECTION
13. Representations. The Borrowers hereby represent to the Lender that as
of the date hereof, the Borrowers are in full compliance with all of the terms
and conditions of the Agreement and no Default or Event of Default has occurred
and is continuing under the Agreement.

SECTION
14. Governing Law. This Amendment Number Ten shall be construed in
accordance with the laws of the State of New York and the obligations, rights,
and remedies of the parties hereunder shall be determined in accordance with
such laws without regard to conflict of laws doctrine applied in such state
(other than Section 5-1401 of the New York General Obligations Law).

SECTION
15. Counterparts. This Amendment Number Ten may be executed by each of
the parties hereto on any number of separate counterparts, each of which shall
be an original and all of which taken together shall constitute one and the same
instrument.

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IN
WITNESS WHEREOF, the Borrowers and the Lender have caused this Amendment Number
Ten to be executed and delivered by their duly authorized officers as of the day
and year first above written.

| |  | AAMES
      CAPITAL CORPORATION                                    
| |  | -------------------------------------------------------------------
| |  | (Borrower)                                                         
| |  |                                                                    
| |  |                                                                    
| |  | By _____________________________________________                   
| |  |                                                                    
| |  | Name: Jon D. Van Deuren
      Title: Senior Vice President, Finance
| |  |                                                                    
| |  | AAMES FUNDING CORPORATION                                          
| |  | (Borrower)                                                         
| |  |                                                                    
| |  |                                                                    
| |  | By _____________________________________________                   
| |  |                                                                    
| |  | Name: Jon D. Van Deuren
      Title: Senior Vice President, Finance
| |  |                                                                    
| |  |                                                                    
| |  | GREENWICH CAPITAL
        FINANCIAL PRODUCTS, INC.                 
| |  | (Lender)                                                           
| |  |                                                                    
| |  |                                                                    
| |  | By _____________________________________________                   
| |  |                                                                    
| |  | Name:
      Title: